X GRAY MAN
by Spaceman
Summary: YAHF. A single encounter changes one Halloween beyond imagination. With it will come a Loss of Innocence and the beginning of Sorrow.
1. Chapter 1

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Title: **X. GRAY-MAN**

Author: Spaceman

Web: Sunday, October 29, 2006

Monday, October 30, 2006

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Summary: YAHF. A single encounter changes one Halloween beyond imagination. With it will come a Loss of Innocence and the beginning of Sorrow.

Pairing: None

Spoilers: BTVS S2. D. Gray-Man ? El Hazard End Sailor Moon ? Fullmetal Alchemist Death of Greed?

Rating: PG-13 I guess?

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**THE DISCLAIMER**

Main

**Buffy the Vampire Slayer** and ATS is the property of Joss Whedon, Mutant Enemy, Sandollar Television, Kuzui Enterprises, 20th Century Fox Television and the WB Television Network.

**D. Gray-Man** is the property of Katsura Hoshino and is published by Jump Comics (Japan), VIZ Media (US/Canada), Glenat (France), and Tokyopop (Germany). Serialized by Weekly Shonen Jump

**El Hazard** is the property of Hiroki Hayashi and Studios AIC and Pioneer LDC.

**Sailor Moon** is the property of Naoko Takeuchi. The manga is published by Kodansha (Japan), Tokyopop (US), Editions Montjoie and Glenat (France), Semic Interprint (Hungary), Egmont Manga & Anime (Spain), Japonica Polonica Fantastica (JPF) (Poland). Serialized in Nakayoshi (Japan) and Mixxzine and Smile Magazine (US) The anime was directed by Jun'ichi Satoh, Kunihiko Ikuhara, Takuya Igarashi and made by Studio Toei Animation. It was shown and is shown on many networks.

**Fullmetal Alchemist** TV series and movie Conqueror of Shamballa were directed by Seiji Mizushima and made by Studio BONES. It's known acrosss North America, Asia, and Western Europe!

Fullmetal Alchemist manga is the property of Hiromu Arakawa and is published by Gangan Comics (Japan), VIZ Media (US/Canada), Chuang Yi (Chinese and English) (Austrailia/Singapore), Tong Li (Republic of China), Jade Dynasty (Hong Kong), Kurokawa (France), Planet Manga (Italy), Norma Editorial (Spain), JPFantastica (Poland), Siam Inter Comic (Thailand), Daiwon CI (South Korea), and Komik Remaja (Malaysia). Serialized in Monthly Shonen Gangan.

Minor

Other anime/manga elements belong to there creators and companies.

Other animation/comic elements belong to there creators and companies.

Legal

This is a work of fanfiction for non-profit entertainment purposes only.

This work doesn't reflect the views/opinions of the copyright holders.

No infridgement, profit, or offense intended.

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Chapter 01:**Innocent**

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Sunnydale High School, Sunnydale, California

Wednesday, October 29th, 1997

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Sign-ups are being taken for the volunteer safety program for Halloween. Principal Snyder takes one of the clipboards and looks around the hall. He grabs the next girl that walks by and pulls her aside.

"Hey!"

"You're volunteering."

He holds out the clipboard and pen to her. Willow, Buffy and Xander come in from the other hall.

"But I have to get to class."

Snyder just shrugs. The team walks past him.

Willow speaks the obvious, " Snyder must be in charge of the volunteer safety program for Halloween this year."

"Note his interesting take on the volunteer concept." quips Xander

"What's the deal?" inquires Buffy

They've reached Willow's locker, and she works the combination.

"Oh, a bunch of little kids need people to take them trick-or-treating." explains Xander, "Sign up and get your own pack of sugar-hyped little runts for the night."

"Yikes." says Buffy, " I'll stick to vampires."

Snyder puts his hand on her shoulder, and she spins around to face him.

"Miss Summers. Just the juvenile delinquent I've been looking for."

"Principal Snyder!"

"Halloween must be a big night for you." sneers the Troll... eh Snyder, "Tossing eggs, keying cars, bobbing for apples, one pathetic cry for help after another. Well, (leads her to the sign-up table) not this year, missy."

Willow and Xander come stand behind her.

"Gosh, I'd love to sign up," says Buffy trying to escape, "but I recently developed carpal tunnel syndrome, and can tragically no longer hold a flashlight."

Snyder holds up the clipboard and pen.

"The program starts at four, the children have to be back at six."

Buffy reluctantly grabs the pen and clipboard and signs herself up. Xander thinks it's funny and smiles back at Willow. Willow has a concerned look on her face. Snyder holds pens out to Willow and Xander, too. They both look at him, begging not to be put through this. Willow gives in and takes the pen.

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"I can't believe this." Xander whines, "We have to get dressed up and the whole deal?"

"Snyder said costumes were mandatory." says Willow

"Great. I was gonna stay in and veg." says Buffy, "The one night a year things are supposed to be quiet for me."

"Halloween quiet?" inquires Xander, "Oh, I figured it'd be a big old vamp scare-apalooza."

They walk into the lounge.

"Not according to Giles. He swears that tomorrow night is, like, dead for the undead. (the girls sit) They stay in."

"Those wacky vampires!" says a smiling Xander, "That's why I love 'em! They just keep you guessing!"

He puts his satchel down on the table and heads over to the soda vending machine. He puts in his coins and hits a button. Nothing. He hits another one. Still nothing. He hits the machine in the front and on the side. Larry comes up to him and puts his hand on Xander's shoulder.

"Harris!"

"Hey, Lar. You're lookin' Cro-Mag as usual" insults Xander," What can I do you for?"

"You and Buffy, you're just friends, right?"

"I like to think of it less as a friendship and more as a solid foundation for future bliss."

"So, she, she's not your girlfriend?"

"Alas, no."

Larry looks over at Buffy as he walks around Xander.

"Do you think she'd go out with me?"

He turns to face Xander with Buffy to his back now.

"Well, Lar, that's a tough question to... No. Not a chance."

"Why not? I heard some guys say she was fast."

" I hope you mean like the wind."

"Yeah, you know what I mean."

"That's my friend that you're talkin' about!"

"Oh, yeah? Well, what're you gonna do about it?"

"I'm gonna do what any man would do about it: (grabs Larry by the shirt) somethin' damn manly."

Larry smiles and laughs. He knocks Xander's hands away and grabs him by the shirt with his right hand. He balls his left hand into a fist and draws back for a punch. Buffy grabs his wrist, pulls it behind his back and slams his head into the vending machine. A Diet Dr Pepper rolls into the slot.

"Get gone." commands Buffy

She pulls Larry back from the machine and shoves him away. She notices the soda can.

"Ooo! Diet!" says the former cheerleader and grabs the can.

" Do you know what you just did?" says an upset Xander.

"Saved you a dollar?"

"No, but Larry was about to pummel me!"

"Oh, that? Forget about it!" (heads back to the table)

"Oh, I'll forget about it. (follows her) In maybe fifteen, twenty years when my rep for being a sissy man finally fades!"

Buffy stops and faces him, "Xander, don't you think you're..."

Xander interrupts, "A black eye heals, Buffy, but cowardice has an unlimited shelf life. Oh, thanks! Thanks a lot for your help."

He grabs his bag from the table and walks off in a huff. Buffy moans and sits back down with Willow.

"I think I just violated the guy code big time."

"Poor Xander. Boys are so fragile. Speaking of, how was your date last night?"

"Misfire." says Buffy, "I was late due to unscheduled slayage. Showed up looking trashed."

"Was he mad?"

"Actually he was pretty unmad. Which probably had something to do with the fact that Cordelia was drooling in his cappuccino."

"Oh, Buffy. Angel would never fall for her act."

"You mean that 'actually showing up, wearing a stunning outfit, embracing personal hygiene' act?"

"You know what I mean. Uh, she's not his type."

"Are you sure? I mean, I don't know what his type is. I've known him less than a year, and if you haven't noticed, he's not exactly one to over share."

"True. It's too bad we can't sneak a look at the Watcher diaries and read up on Angel. I'm sure it's full of fun facts to know and tell."

"Yeah. It's too bad. That stuff is private."

"Also Giles keeps them in his office. In his personal files."

"Most importantly, it would be wrong"

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Sunnydale HS Library

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Willow and Buffy look in through the round door window. They don't see Giles and give each other a look. Buffy quietly opens the door and goes in. She looks back at Willow, who gives her encouragement. The door closes and Willow looks in through the glass. Buffy quietly makes her way up to the counter and looks around again for Giles. Satisfied that he's not there she heads for his office.

"Buffy!"

She spins around and sees him in the cage getting some old books.

"Excellent!"

"Nothing! Hi!"

"Yes, I-I just wanted to talk to you about tomorrow night" says Giles in Watcher mode, "As it should be, uh, calm, you might work on some new battle techniques."

"You're beginning to scare me, Giles." says Buffy, "You need to have some fun."

She waves to Willow to come in as he's looking down at his books. Willow shakes her head and mouths 'no'. Giles looks up, and Buffy pulls her hand back and pretends she was scratching her head.

"You know, there's this place you can go, right, and you sit in the dark, and there are these moving pictures, right, and the pictures tell a story.

"Yes, yes, ha, ha, very droll."

Willow quietly comes in.

"I'll have you know that I have very, uh, many relaxing hobbies."

"Such as?"

"Well, um..."

Buffy mouths something to Willow to goad her on.

"I enjoy cross-referencing."

"Do you stuff your own shirts, or do you send them out?"

She grabs a book from the stack he's about to take to his office and walks around him to draw his view away from his office door.

"So! How come Halloween is such a big yawner? I mean, do the demons just hate how commercial it's become?" (leafs through the book)

Giles puts his books down, "Um, it's interesting, ac... Not, I suspect, to you. (takes the book from her) What is it you're after?"

Willow has made it to the office door.

"Of course, it's of interest to me! I'm the Slayer. I need to know these things. You can't keep me in the dark any longer."

Willow opens the door and starts in. Giles grabs the stack of books again and starts to turn to his office.

"Look at me when I talk to you!"

Willow looks over at them anxiously.

"I really don't have time for these games."

"Ms. Calendar said you were a babe."

Willow looks back again, but this time gives Buffy a look and shakes her head.

"She said what?"

Buffy: (meekly) "Well, she said that you were a... h-hunk of burning... something or other. So, (exhales) whadaya think of that?"

"Uh, I... (exhales) I don't, um, uh... A burning hunk of what?"

"Look. You know how disgusting it is for me to even contemplate you grownups having smoochies, (sees Willow come out of the office with a diary) but I think you should go for it."

"Buffy, I appreciate your interest, but..."

Willow hurries past the counter.

"But I've overstepped my bounds. It's none of my business, you know. (stammers) What was I thinking? My God! Shame, (Willow goes out the door) shame. I gotta go. (quickly walks out)

Giles not sure what to make of it, "A babe? (smirks) I can live with that."

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Girls' bathroom. where no man DARE to tread

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Buffy and Willow are sitting on the sinks and looking at a drawing of a noble woman with a tiny waist wearing a billowy gown.

"Man, look at her."

"Who is she?"

"It doesn't say, but the entry's dated 1775."

"Angel was eighteen. And still human."

"So that's the kinda girl he hung around? She's pretty coiffed."

"She looks like a noble woman or something. Which means being beautiful is sort of her job."

"And clearly this girl was a workaholic. I'll never be like this."

" C'mon! She's not that pretty. I mean, look at her. She's got a funny... uh, waist. Look how tiny that is."

Buffy (sarcastically) "Thank you. Now I feel better."

Willow exhales, "No. She's like a freak. A circus freak. Yuk."

Buffy exhales, "Musta been wonderful. Put on some fantabulous gown and go to a ball like a princess, and have horses and servants, and yet more gowns."

"Yeah. Still, I think I prefer being able to vote. (Buffy raises her brows) (smiles) Or I will when I can."

Cordelia comes into the bathroom and goes to the mirror.

"So, Buffy. You ran off last night and left poor little Angel all by his lonesome. But I did everything I could to comfort him."

"I'll bet."

Cordelia gets out her blush, "So, what's his story anyway? I mean, I never see him around." (brushes some onto her cheeks)

"Not during the day, anyway." says Willow.

"Oh, please. Don't tell me he still lives at home." says Cordelia with arrogance, "Like, he has to wait for his dad to get back before he can take the car?" (puts the blush away)

"Cordelia, I think his parents have been dead for a couple of hundred years."

Cordelia: (touches up her lip gloss) "Oh, good. I mean... (faces them) What?"

"Angel's a vampire." says Buffy, " I thought you knew."

Cordelia turns back to the mirror, "Oh, he's a vampire. (puts away the lip gloss) Of course! But the cuddly kind. Like a Carebear with fangs?"

"It's true." confirms Willow

Cordelia steps over to them, "You know what I think? (crosses her arms) I just think you're trying to scare me off 'cause you're afraid of the competition. Look, Buffy, you may be hot stuff when it comes to demonology or whatever, but when it comes to dating, I'm the Slayer."

She walks out. Buffy just watches her go.

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Ethan's Costume Shop, Sunnydale, California

After School

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Buffy Summers, Alexander "Xander" Harris, Willow Rosenburg, and Buffy's little sister Dawn have arrived at Ethan's to buy there costumes. Cordelia Chase is also there with former Partytown clients. The more expensive supplier recently lost many accounts when a fire broke out. The upper half of Sunnydale's teenage populace quickly learned that party supplies burn really quick, really fast.

Sunnydale High School Students scatter threw the store looking at the various costumes.

Buffy is handling a plastic pumpkin when it suddenly lights up and screams. She quickly puts it back on the counter. Willow comes over to her.

"What'd you get?"

"A time-honored classic! (holds up a ghost costume)"

"Okay, Will, can I give you a little friendly advice?"

"It's not spooky enough?"

"It's just... you're never gonna get noticed if you keep hiding.

You're missing the whole point of Halloween."

Willow smiles, "Free candy?"

"It's come as you aren't night. The perfect chance for a girl to

get sexy and wild with no repercussions."

"Oh, I don't get wild. Wild on me equals spaz."

"Don't underestimate yourself. You've got it in you."

"Yeah right!"

Buffy and Willow turn to see Cordelia standing behind them.

"As if you could wear anything daring." Cordelia sneers at Willow, "You don't have it"

"Wh..why you!" says Willow turning red.

"So Cordelia what has your inner dog howling."

"The fact that my prepaid costume got torched at Partytown"

While the three are talking, a dark-haired woman notices a frilly, red, billowy 18th-century gown. She quickly pulls the dress off of its dressmaker's mannequin and rushes to the counter.

"Fit for a Queen." says the owner Ethan, then notices a package of lace and buttons "Are you planning to make alterations?"

"Heavens no." says the woman, her voice speaking of arrogant and rich, "The maid will add them to my husband's costume. We wish to match for costume party. Now quickly, I have little time."

Ethan quickly sells the costume at in inflated price.

Xander watches as a little kid grabs and breaks the last toy rifle. Xander turns as Ethan tells the boy's mother she has to pay for broken mechandise.

"Ooph!"

Xander falls to the ground and sees another boy his age also on his ass. The young man has short dark brown hair and green eyes behind thin glasses. He's as tall as Xander and dressed in dark green shirt and black pants.

"You OK?"

"Yeah. Sorry I wasn't looking where I was going?"

"Neither was I. A Bad Habit in this town."

"Yeah." says the founding Scooby getting to his feet, "My name's Xander."

"Nicholas" says Nich climbing to his feet.

Xander notices Nicholas is holding a red glove and a small painted steel cross.

"Got stuck with that Troll's so-called Volunteer program." says Nicholas, "I managed to find a costume, but this glove reminded me of a manga."

"Manga?"

"It's a type of Japanese comic book." explains Nicholas, "Could have made a good costume."

"I just lost my costume idea." says Xander, pointing at the broken plastic on the floor, "I have the fatigues at home, but what's an army grunt without a gun?"

"I have all the clothing at home too. Add a wig or hair dye and maybe some of those contacts and the costume would be complete."

Xander and Nicholas stare at each other for a minute then smirk.

Buffy, Willow, and Cordelia are still looking threw costumes, when Xander and Nicholas walk over.

"Hey dweeb-boy, what did you get?" says Cordelia

"A friend that didn't cost a thing." says Xander.

"Unlike you, who has to pay for friends." says Nicholas

"At least I can afford better quality." says Cordelia gritting her teeth.

"Hey knock it off" yells Buffy.

"So what costume DID you get, Xander" asks Willow

"A brat ruined my costume idea, but Nicholas has a second one." explains Xander, holding up a tiny plastic bag, "Everything I need. Call me the Five-Dollar Costume King, baby!"

"Well, you can only find cheap, second rate trash at this place."

"I bet I could find a good costume." says Nicholas with a raised eyebrow

"Prove it, Nicky" says Cordelia

Nicholas walks over to a small shelf and pulls out a kit. The small plastic box has the picture of a woman's hand covered in complez designs. He also grabs a wig of long black hair.

"Do you have a tight black dress with black boots and long black gloves?" Cordelia nods. "This is a Mehendi kit. The application of henna dye as a temporary form of skin decoration."

"I'm not stupid, Nicky" says Cordelia, "I saw this in a fashion magazine. It's used at Weddings in South Asia and the Middle East. Those things need a lot of skill."

Nicholas pulls a pen from his pocket and writes on the back of a flyer. He then hands the wig, kit, and paper to Cordelia. The Elistist looks at the paper, then says, "You have to be kidding me."

"Nope. All Hallow's Eve, you will be the personifaction." says Nicholas, "Think about it this way. This is the one time of the year, you can get away with anything."

The Queen of Sunnydale thinks about it a minute, then goes to pay for the collection.

Nicholas and Xander then turn to Buffy and Willow.

"So you think you can help Willow and Buffy" grins Xander, "I like my girls in spandex, but maybe you have a few ideas."

Nicholas estimates Willows high and notices a wig, then looks at notices a piece of fake Jewelry.

"No problem."

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Backroom Ethan's Costume Shop

Thursday, October 30th, 1997

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Ethan Rayne sits before a plaster bust of Roman God of Duality reciting a long latin chant. The bust is sorrounded by a ring of bluish white tablets. Each tablet stands in a dish of water with a coupon of all things bound to it.

_"Janus redimio Os. Hecate redimio Orbis. Iugum in Vultus quod Voluntas."_

_Janus bind the Mask. Hecate bind the Circle. Union in Form and Purpose._

Suddenly, the water ignites into blue-white flames. Flames which boiled across the tablets like an effervescent foam. In a second, the flames vanish leaving the unharmed tablets

"'cheap, second rate trash'" says Ethan, "You will regret that, princess"

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Sunnydale High School Library

Noon

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Rupert Giles, Buffy's Watcher, School Librarian, and former British bad boy, watches as the computer teacher Miss Calender enters.

"Hi Rupert." Miss Calender, "I'll need help with the safety program."

The former street-sorceror Ripper pauses.

"What kind of help?"

"Most of the costumes are very dark, so the Principal Snyder wants me to buy relfective tape." says Miss Calender with a sneer, "Not even Ethan's is open now."

"So what do you need."

"A place to hide from the little jerk"

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Spike's Warehouse

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Spike is watching the video that the vampire took of Buffy's fight.

"Here it comes. (watches) Rewind that. Let's see that again."

The vampire rewinds the tape as Spikes strolls around to another monitor.

Spike chuckles, "She's tricky. Baby likes to play."

The scene where she stakes the vampire with the sign replays.

"You see that? The way she stakes him with that thing? That's what's called resourceful. Rewind it again."

Drusilla comes from the other room, "Miss Edith needs her tea."

Spike holds his hand out to her, "C'mere, poodle."

Drusilla takes his hand, "Do you love my insides? The parts you can't see?"

"Eyeballs to entrails, my sweet. That's why I've got to study this Slayer. Once I know her I can kill her. And once I kill her you can have your run of Sunnyhell. Get strong again.

"Don't worry. Everything's switching. Outside to inside." says Drusilla, "The Slayer vanishs and the Fire appears."

"Really? Did my pet have a vision?"

"Do you know what I miss? Leeches."

"Come on, talk to Daddy. This thing that makes the Slayer vanish? When is it?"

"Tomorrow."

"Tomorrow's Halloween. Nothing happens on Halloween."

"Someone's come to change it all. Someone new."

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Backroom Ethan's Costume Shop

Later that Night.

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Ethan comes through the curtain and kneels before his statue of Janus. He presses his hands together and winces in pain. When he pulls them apart there are wounds in his palms, and blood flows freely from them.

"The world that denies thee, thou inhabit".

He dabs the blood from his left hand with his right middle finger and smears it over his right eyelid.

"The peace that ignores thee,..."

He dabs the blood from his right hand with his left middle finger and smears it over his left eyelid.

" ...thou corrupt."

He dabs the blood from his left hand with his right middle finger again and smears a cross onto his forehead.

"Chaos. I remain, as ever, thy faithful, degenerate son."

The camera pans over the top of the statue from the woman's face on one side to the man's face on the other. The curcle of tablet glow faintly for a second.

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Summers Home, 1630 Revello Drive

Friday, October 31, 1997

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Joyce stares at the man before her. He's tall with wild white hair and dressed in black boots, black pants, and a black-and-white uniform jacket with decorative crosses. He has a tattoo-like mark over his left arm and his left hand is blood red, looking deformed, with an imbedded cross.

He looks very impressive! She thought the costumes of her daughters and Willow looked impressive in there cases.

"Xander?"

"The name is Allen Walker, Exorcist."

Willow Rosenburg, Buffy Summers, and Dawn descend not as themselves but as Ryoko, Rei Hino, and a young Ifurita!

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Sunnydale HS

A few minutes later.

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At the high school, children were arriving in costume to be taken trick-or-treating. There are many interesting costumes. There are no repeats, thanks to the spreading Cosplay theme.Buffy was thus standing in the hall by the stairs holding a clipboard, waiting for her charges.

Snyder brought them to her, as well as his own bad attitude. "This is your group, Summers. No need to speak to them. The last thing they need is your influence! Just bring them back in one piece, and I won't expel you." He started to leave...

The young woman bent down to the kids and said to the kids, "Hi."

Snyder said at once, "Ah, ah!"

Buffy straightened back up, and rolled her eyes.

Not far away, Xander in his Naraku outfit was briefing his group of kids - with his own special brand of Harris lore. "Okay, on sleazing extra candy: tears are key. Tears will normally get you the double-bagger. You can also try the old 'you missed me' routine, but it's risky. Only go there for chocolate. Understood?" The children all nodded their little heads. "Okay, then let's get going...We have a town to plunder and minds to cleanse."

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Last Homes

A few hours later.

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A student dressed as a generic airforce pilot was escorting his own group of the bratty little grade schoolers; and they walked by Buffy's group, coming back from a house.

The former LA blonde stopped and crouched down, to see what they'd gotten. She asked, "What did Mrs. Davis give you?"

They all pulled out toothbrushes, and the Chosen One almost blanched. "She must be stopped..."

The Slayer then got up, talking to her group of kids, "Let's hit one more house. We still have a few more minutes, before I need to get you back..."

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Backroom Ethan's Costume Shop

Same time.

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In the back room of Ethan's shop, the man of the hour prepared himself to incant a spell in Latin.

Ethan nodded and finished the preliminaries.

_"Janus, evoco vestram animam. Exaudi meam causam. Carpe noctem pro consilio vestro. Veni, appare et nobis monstra quod est infinita potestas."_

_Janus, I invoke your spirit. Hear my plea. Seize the night for your own reason. Come, appear and show to us that which is infinite power._

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Last Homes

A few hours later.

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At a house elsewhere, Willow followed her charges along the porch to the front door. "C'mon, guys..."

One of the kids, who was wearing one of Ethan's favourite monster masks from his old stock on his head, rang the bell and stepped back. An old lady answered the door, and the kid with the mask pulled it down over his face.

All the kids chanted in unison, "Trick-or-treat!"

The lady smiled in genuine pleasure, "Oh my goodness, aren't you adorable!"

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Back in the shop Ethan chanted,

_"Persona se corpum et sanguium commutandum est. Vestra sancta praesentia concrescet viscera. Janus! Sume noctem!"_

_The mask transforms itself into flesh and blood. Your holy presence curdles the heart. Janus! Take the night!_

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A wind began to blow on the streets, as Buffy sensed something wasn't quite right. Not far away at the residence where the old lady was with Willow's kids, the homeowner looked into her empty bucket and said, "Oh, dear! Am I all out? I could've sworn I had more candy..."

The kid wearing a red rubber cap with horns suddenly morphed into a horned, red-skinned real monster. The woman didn't notice and said, "I'm sorry, mister monster..." She bent down, "Maybe I..."

The kid with the green mask had changed into a demon also; so he grabbed the lady by the neck, and began to cold-bloodedly choke her.

The other children just screamed and ran away. Willow shouted in confusion, "No! Let her go!"

The red demon attacked the green one, and he let go of the woman. The two monsters started to tear at each other's throats as Willow kept shouting, "Stop! What're you doing?!"

The old lady quite sensibly ran into the house, and slammed the door shut. The former redheaded guardian of the children just ignored that and yelled, "Stop! Hey!"

Suddenly, a bolt of fiery energy shoots between them and destroys a section of a neighbor's garden. Where the 5-foot-6 human redhead stood is now a 5-foot-6 hybrid of alien Masu and descended Goddess with long cyan hair and glowing amber eyes.

"I don't know where I am, but Tenchi better be alright.

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End of Chapter 01

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Chapter 02:**Sorrow**

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Sunnydale "Halloween"

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A dark haired woman dressed in black falls to her knees holding her chest. Just above her cleavage a symbol glows a fiery crimson red.

The symbol resembles a winged serpent eating it's own tail, the ancient symbol known as the Ouroboros. Inside the circle of the serpent's body are two overlapping equilateral triangles. The triangle underneath is upside down forming a six-pointed star like the star of david. There is a hole in the center of the star with lines cutting the top triangle into three pieces.

Suddenly, a column of swirling red light appears and the woman is reborn.

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A tall man dressed in black with a fur-linded vest falls to his knees holding his arm as Ouroboros glows like fire. His skin turns pitch black as a red light shines. In his hands, a piece of red glass shaped like a jewel becomes a shining crimson stone.

A column of energy erupts and the Hellmouth quakes.

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Ryoko Hakubi floats above the town of Sunnydale wondering where in the Universe she is.

The real Ryoko was born over 5,000 years ago . She was created by greatest mind in the universe Washu, using her egg cells as a base, so she's indirectly Washu's daughter. Washu's DNA was combined with that of amorphous but powerful creatures called the Masu to create Ryoko. She has three Gems that are the source of her full energy, which also came from Washu.

Washu was an extremely powerful goddess until she descended over 22, 000 years ago. The gem on Ryoko's left wrist were colored glass before Janus and Hecate's power made them real. The gem contains a third of power and memories of a Chousin goddess - one of three most powerful deities ever to exist in there demension- and now fills the new Ryoko's body with power far beyond Janus and Hecate's limits.

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A small girl is sorrounded by a iridescent aura of green light. A green light that boiled across her changing form like an divine effervescent foam. With each surge, the trick-or-treater changes. The thin child form grows into a shapely, slender build woman standing 5 -foot-6. The girl's cute features shift to those of a mature beautiful woman. The child-turned-woman's blue eyes change to gray and her light skin pales to virtually white. Her straught brown hair lengthens and turns a wavy blue-white. Finally, the clothing changes from a black-and-light green dress to a multicolored bodystocking in gray and green with a long black coat and gloves. The woman also wears a veil over her hair, and two more attached to her wrists.

The green aura swirls away from her body and forms a column. In a blinding flash, the green light is gone revealing long ax-shaped object, with two large transparent green spheres set near the head.

"Makoto?"

The most powerful demon goddess of El-Hazard walks the Earth.

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Rei Hino, Hikawa Jinja Miko (Hikawa Shrine Shinto Priestess), stares at the monsters and senses the immense aura of chaos penetrating the town and reacts the way she did from ages 14 to 16.

"Mars Crystal Power, Make-up!"

Rei is a reincarnation of the Princess of the Planet Mars, a member of a group of ancient warriors who defended a magical kingdom thousands of years ago. They died in a war with a amorphous energy being known as Queen Metallia, Queen Beryl, the corrupted Shitennou (four kings), and the forces of Dark Kingdom.

She was reborn to fight the Dark Kingdom's youma (monsters) in the 20th century and died fighting the most powerful to give her Princess a chance to stop Queen Metallia.

She was reborn again and continued the fight for two years. Against the Makaiju aliens and there Cardian monsters who fought for there survival. Against enemies from the future known as the Dead Moon Clan, and there synthetic monsters the Droids. Against the soul-devouring Deathbusters and there Daimons. Against the dream-devouring Dead Moon Circus and there phantasm-like Lemures. Then, there last battle against the fallen Sailor Galaxia, her Shadow Galactica, and there monsters, the Phages.

Now she calls that same power, the essence of sentient life, the soul of the fiery planet Mars. The chaotic power of Janus gave her the form, the great power of Hecate have her the magic, and now the power of Mars, also known as Ares, the God of War, fills her soul. Within the depths of her soul, the dark Slayer essense (Youki) reacts to the infusion of three divine powers, the life energy of the planets, and the senki (holy energy) of the Priestess.

A blinding red light shoots into the sky filling the evil hearts of demons with fear.

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A man with white hair standing sorrounded by an aura of white-gold light. Within the depths of his being, something shines brightly. The strange holy material absorbs the divine energies and changes them, purifies them.

The monsters and demons around him fall to the ground, shaking and moaning in pain. Within there altered forms, the souls of innocent children shine.

The man grows a large white cape and his left arm transforms into a slim black claw.

"The name is Allen Walker, Exorcist."

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Ethan's Costume Shop

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Ethan collapses in exaustion and extreme pain. His hands are raw and burnt with charred palms. His entire body shakes with the energy drain and droplets of molten lead have scarred his body.

On the table, the bust of Janus glows a brilliant white and the circle of lead tablets are burning red hot. The air is filled with the smell of burning wood and burnt flesh.

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Sunnydale Library

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"What the Bloody Hell!?!?"

Rupert Giles, street mage Ripper of the 70s and 80s, had been organizing his books, when the spell was cast. The massive surge of mystical energy was enough to overload his atrophied magical sense. Giles is now crawling off the floor and trying to regain his balance.

"Bloody Hell!" he yells as his head throbs.

Grabbing a fencing sword, Giles leaves the Library and walks out of the school. What he finds is disturbing is can feel pulses of magic going threw the school. As he exits, he finds a town filled with demons, strangely clad people and stranger monsters. People and monsters he recognizes from helping Miss Calender, the costumes of trick-or-treaters, volunteers, and there parents.

"How!? Who would...?"

Then he remembers what Miss Calender said, "Not even Ethan's is open now."

"Ethan. Ethan Rayne."

Giles turns to leave only to encounter three large werewolf-like creatures.

"Oh, Bloody Hell."

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Ryoko has learned that she's still on Earth. In a small town in California in the United States. She learned that after punching the head a mini-demon threw a Newspaper stand. What's upseting is the date is all wrong menaing she's not just Lost, she's lost in another demension. For once, she wishes her mother was with her. Washu could get them home in a matter of minutes

"Hey boys looks like we found a hottie!"

Ryoko looks away from her unconcious opponents and follows the voices until she finds a strange sight. A group of humanoids with ridged face, fangs, and gold eyes have sorrounded a beautiful woman with long blue white hair.

"I am looking for Makoto."

"We don't know where your boy is, girl." says the leader of the group, "but I know what you'll be doing."

Ryoko feels angry and upset at being lost, and she sees the punks as an excuse to vent. Something inside her tells that it's OK to destroy them, unlike the others.

Small spheres of red-gold energy form around Ryoko, then gather in her palm in the form of a larger sphere. As she closes her hand, the energy ball forms in a sword of light. The golden blade is not a solid beam, but a long beam floating over a small sphere and a small rod floating underneath. The beams and sphere stay in a perfect line, while not connected to her closed fist.

The leader turns at the humming sound and is about to make a "Star Wars" comment, when Ryoko fliess forward, feet hovering about a foot off the ground. In a fraction of a second, the Leader's head is severed from his body. The head and it's former body explode into ash before they can hit the road..

While the vampires are in shock, Ryoko throws her sword like a javelin. It pierces one vampire and explodes. The vampire next to the target is also destroy as the swirling explosive force rips it apart.

The fouth vampire tries to attack Ryoko from behind, but the former space pirate elbows him in the chest, crushing the ribs. As he hits the ground, one of the fragments pierces the heart dusting him.

The fifth vampire tries to grab Ifurita as a hostage, but doesn't realize is Ifurita has double the strength of the strongest vampire let alone an idiot suunydale fledgling. She also has the Power Key Staff, which she uses to nearly break the vampire in two.

Ryoko and Ifurita stare at each other for a minute.

"I'm Ryoko Hakubi. Former Class A Space Pirate, demon of Masaki Shrine, and love of Tenchi Masaki" she adds the last part with a smirk.

"I'm Ifurita. Demon God, El-Hazard war machine and love of Makoto Mizuhara." says with complete truth.

The last vampire charges like an idiot with two long daggers. Ryoko and Ifurita don't even look, they just point there palms (Ryoko's left and Ifurita's right) and release two massive energy blasts. The vampire doesn't have a chance to do anything as he's vaporized along with the street and two empty houses.

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Rei has not transformed in Sailor Mars, instead she stands the robes of a shrine maiden covered by black and red armor. Rei's face is emotionless with the symbol of Mars glowing on her forehead. When she awoke from the charred earth, she caused a bow of red-black wood to appear and began to shoot arrows at the various demons.

The arrows glow in her fingers and ignite into bursts of energy that detonate when they strike. The few vampires around instantly shatter into dust and the real demons scream as there bodies are burnt away. Those who are children and other people in costumes run away, there altered flesh smoking and bubbling.

Angel arrives, searching for Buffy, only to get a sacred arrow to the chest. In a burst of light, the soul of a Liam- a man who was a fool for 26 years and cursed for over a hundred- finally goes to his final Judgement. The demon spirit known as Angelus as shreeded and burnt away by the holy power leaving very little to enter hell. Angel's vampire body explodes into a shower of glowing dust, that fades leaving nothing behind.

Rei continues on like a machine. The Warrior Mars, the Slayer, and Priestess only agree on one thought, "Destroy Evil Now!"

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Spike wishes he had stayed home. He should have lissened when Drusilla started screaming about God's Innocence, Heavenly Fire, and Demon Callers.

The Man once known as William the Bloody and William the Bloody Awful Poet gathered up his vampires and went out into the transformed Sunnydale. He thought it was neat. He thought a helpless Slayer would be easy meat for his minions and his new mini-demons.

First, he encountered a Shinto Priestess like the ones they had in Japan. He had encountered one after the Boxer Rebellion and was burnt badly before he managed to kill her. This Priestess had fired a bloody glowing arrow at him. If he hadn't used a couple of minions as shields, he wouldn't have escaped. He still ended up with nasty burns on his arms.

While he was running, ge felt the demon's cry and nearly wet himself. The devil's cry is an old legend of how if a vampire is killed by something truelly Holy, the cry of demon's destruction could be felt by all those of the blood, masters and childes. The old bastards once said that an ancient vampire, over 3000 years old, was stabbed by a sliver of the true crucifiction cross of Christ in 120-something AD. He was dust in an instant and his death cry could be felt half a continent away

Then, he encountered the white haired teen with the freaky red hand and weird black eye. He made his last mistake. These are Spike's last thoughts as his own demon crys as the boy's claws cut straight threw his body and spirit.

Allen watchs as the sparkling dust fades away, then continues to search for the source. He also wishes he had something to eat, he's starving.

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The three savage werewolves have been chasing Giles for several blocks, with the Watcher proving to be resourceful despite his age. The leader of the group is largest with black fur, while the other two are blue-gray and gold-gray.

Giles has managed to stab the blue-gray twice and the gold-gray once, but each time the bloody wound heals in seconds. He's close to Ethan's store and is trying to reach the place despite his attackers.

Suddenly, Giles trips on a discarded bag of candy and the gold wolf lunges for the down Brit.

Crunch!Crack!

Giles looks up to see, the wolf's bloodstained mouth around a man's arm. A man who is standing in front of him like a living shield. The Librarian watchs as the werewolf falls back to reveal the man's pitch black arm. The arm shifts back to normal human skin tone revealing a complete lack of injuries, while the lupine's broken fangs and blood splatter to ground.

The blue-gray werewolf claws at the man in the fur-lined vest, but it howls as all the claws either break or dislocate. Giles's savior then drives a lightning fast punch into the wolf's face sending it flying.

The Alpha runs around and trys to attack from the side only to be hit by hair-thin lines. A fraction of a second later, creature's body comes apart into a dozen bloody pieces

A dark haired woman in a tight dress and long fingernails appears from the shadows.

The two werewolves growl in mindless rage and attack together not even considering the danger. The woman's fingers shoot out and lance the blue-white threw most of it's major organs. The man stops the other wolf with his palm as if he was a brick wall. He then stomps the werewolf's head crushing the skull like a grapefruit.

"Bloody. You do know..." says Giles

"That those Chimera were once human" says the woman, "They were mindless monsters. Better to put them out of there pain and misery."

"I don't care." says Greed, "You haven't been altered by tonight's events, so we can answers from you."

"How are you?" asks Giles and thinks, Who do you think you are, more likely

"My name is Lust" says the woman with a seductive smile.

"You can call me Greed." says the man with grin full of sharp pointed teeth.

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Demons and Vampires have simple instincts. There attracted to sources of powerful dark or demonic energy, such as the Hellmouth. They are repelled by holy and divine objects. They have a pack mentality, in which the strongestof the group is the leader and since vampires are at the bottom of demon hiarchy they end up as minions to stronger and purer demons.

The demons of the Boca de Inferno, both real and transformed humans, sensed powerful sources of divine and holy energy, and for self-preservation are heading towards the largest source of dark energy. The Hellmouth is not the source for once, since it's power is being channeled. The concentration is the origin of tonight's chaos, Ethan's Costume Store.

Giles, Lust, and Greed arrive at Ethan's just as a large group of frenzied demons do. Greed as the ultimate shield protects Giles, while Lust's fingers become the blades that gave her the name "Ultimate Lance".

The first eight monsters are displaced quickly, pierced or sliced to pieces and left to dissolve. A large gray demon with bone lances extending from his forearms manages to tear a hole threw Lust, but she quickly kills the demon before it can retract. The wound in her stomach glows and closes, leaving not even a hole in tight dress.

Then the Big Three arrive. Three largest demons stand nearly 8 feet tall with muscular humanoid bodies. One has green-brown reptile skin with sharp claws. The second has white eyes, black skin, and a body covered in one inch blue-white spines. The third has rubbery burnt orange skin with a yellow eyed face lacking hair, ears, or a nose, just a lipless mouth filled with needle sharp teeth.

The first one jumps Greed. The monster lacks the strength to damage Greed's diamond hard body, but it has greater strengh. The Homunculus and the Demon lock hands and struggle back and forth. The end result is a stalemate.

The second monster trys to turn Giles into a pincushion and would have succeeded if it's prey wasn't a Watcher. Giles recognizes the demon from one of his old books and quickly begins to whistle. The spiny demon falls back clutching it's head. It's a tricky situation, as if Giles stops whistling for a second, the Wirbelsäulenmann will attack and fill him with it's poison spines.

The third one attacks Lust and to her shock the cuts she makes have little effect. The demon's body flows together like water reminding Lust of her fellow Homunculus Sloth. What's worse is the demon's liquid body is extremely corrosive.

A beam of energy arcs between Greed and his opponent, and his opponent's arms are severed. As the demon roars in pain, Greed notices his new friend is a tall womsn with long wavy blue-white holding a sword of light. He grins, which is disturbing with his sharp teeth, then attacks his disarmed opponent. Greed's black hands grab the demon's lizard-like head and with a twist the monster is dead.

The spine-covered demon is about to kill Giles, but Ryoko rises from ground. She's like some creature from of a Halloween film rising from the grave except she rises from solid concrete like a ghost. As she clears the ground, she becomes solid, then flips forward. Strands of Ryoko's hair shoot out like needles a pierce the demon's face. As the demon moans and stumbles, Ryoko forms another energy sword and runs forward. With a single upward vertical slash, the demon is bisected from crotch to the top head. The two pieces just slide apart and the other demons begin to back off.

Lust breaks free of the acid monster, her arms badly burnt but quickly regenerating. The acid monster trys to attack again and is pierced threw the forehead by an inch-thick beam of light. It does little damage and the hole flows back together. A second larger blast hit the monster's head and explodes, completely destroying it. Seconds later, the monster has regrown it's head.

"This could be a problem." says Ryoko, whose hand trails energy from her second shot.

A third attack in the form of a glowing arrow streaks by Ryoko, Ifurita, Giles and the Sins. It hit the ground underneath the acid monster and explodes into a blaze of white light. The monster crys out as it's consumed by the holy energy. When the light clears, the rubbery demon is dead and it's body has hardened into a powdery substance that is subliminating- changes from a solid into a gas.

The group turns to see the Warrior Priestess Rei slowly approaching.

"The chaos must be stopped" she says, her voice a mix of two, "The darkness must be cleansed."

"Giles there says he knows how to stop it" says Greed, "Me and Lust can go with him, while you girls keep the idiots away."

"Agreed" says Rei

"Sounds like a Plan." says Ryoko

Ifurita stands with Ryoko

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Inside Ethan's Costume Shop

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Giles and the two Sins enter the shop and look around.

Giles sees the curtain to the back room partially open. He slowly go in and see the statue of Janus there. The bust is pulsating slowly with energy, while the eyes burning an intense green-white flame. Arcs of energy travel across nearby surfaces. There is a circle of glowing tablets around the bust, which also pulsate with energy. Every few seconds an arc of black lightning travels from a random tablet to the statue.

"Janus. Roman mythical god." says Giles remembering his Roman-Greeco Mythology, "Division of self. Male and female, light and dark."

Ethan appears, "Chunky and creamy. Oh, no, sorry, that's peanut butter."

Giles stares at Ethan as though he's seen a ghost. Considering Ethan's drained, scarred form, he's not far off.

"Hello, Ethan".

"Hello, Ripper."

"What? No hug? Aren't you pleased to see your old mate, Rupert?"

"I'm just surprised I didn't guess it was you. This Halloween stunt stinks of Ethan Rayne."

"Yes, it does, doesn't it? Don't wish to blow my own trumpet, but it's genius. The very embodiment of 'be careful what you wish for'."

"It's sick, brutal, and it harms the innocent."

" Oh, and we all know that you are the champion of innocents and all things pure and good, Rupert. It's quite a little act you've got going here, old man."

"It's no act. It's who I am."

"Who you are? The Watcher, sniveling, tweed-clad guardian of the Slayer and her kin? I think not. I know who you are, Rupert, and I know what you're capable of. GAHHH!"

Ethan falls to the ground after Greed kicks with in the shin, breaking the leg.

"Hate to interfer with this little reunion, but I'm not known for my patience."

"Break the spell, Ethan. Then leave this place and never come back."

"Why should I? What's in the bargain for me?"

"You get to live." says Giles, Ethan, and Lust

"Oh, Rupert, you're scaring me."

Giles punches him in the gut with a left, making him double over, and follows up with a right to the face. Normally these attacks would just bruise, but the drain of spell and the magical burns make it extremely painful.

Lust nail lances cut into the floor between Ethan's legs.

"Start talking Ethan or Lust will make you even less a man."

"And you said the Ripper was long gone."

"Tell me how to stop the spell."

Ethan pauses and Lust makes a stabbing motion. Ethan shrieks like a little girl.

"Now, tell me how to stop the spell."

"Janus. Break its statue."

Giles tries to grabs the statue, but a powerful wave of energy sent flying into near full costume rack. He slowly gets up and turns to Ethan.

"Don't blame me for that." says Ethan wiping blood from his mouth, "The spell was only suppose to be skin-deep with Janus's eyes glowing, not full transformation and bloody lightning."

"What about the Curse Tablets!?" demands Giles.

"The defixio" says Ethan in pain, " The binding spell called Hecate powers to curse some kids who irritated me. It was suppose to increase the spells strength on those few and leave lasting memories."

"Mixing Janus and Hecate's magic!?!" yells Giles, "Ethan, you Stupid Git!"

"I do worship chaos." says Ethan, managing to get to his knees, "Those costumes took way to much energy. There not normal, run-of-mill costumes."

Suddenly, the door opens and a white haired man walks in.

"Who are you!?" says Greed

"My name is Allen Walker. I'm an Exorcist."

"This isn't a possession." says Lust

"No, but you need a weapon not of this earth to shatter the statue."

Allen lifts his left arm and Greed and Lust jump back. They can feel something about the mutated arm, something similar to the Priestess' arrows, but far more powerful.

Allen concentrates then thrusts his claw threw Janus' forehead.

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The world goes white.

Greed becomes Nicholas, but remembers Greed's sins as a man and as a Homuculus. He remembers Greed's life and death as a mortal, his soul less rebirth as homunculus, his imprisonment, his escape, and his death at the hands of his creator and Edward Elric

"I'm greedy as hell, only out for myself. She always said it would be the death of me. The Homunculi pull the strings... now cut them. I'm counting on you, kid."

Lust becomes Cordelia, but remembers Lust's sins as a woman and as a Homunculus. She remembers her life as a woman of Ishabal, her soul less rebirth as homunculus, the lives she took under Pride and Dante's orders, and finally her final death.

"Maybe you are right. Where did I come from and where will I go when I die? Maybe all this time that is what I wanted: the freedom to find out."

In that moment, the two former homunculi understand the truth of there existance.

Nicholas and Cordelia understand there own sins and faults.

Ryoko becomes Willow, but remembers Ryoko's life. She remembers her enslavement to cruel madman, the deaths of millions of people and the destruction, she remembers the lonelyness, and she remembers her burning love for Tenchi.

Willow understands the kind heart hidden behind Ryoko's hard exterior and makes realizations about her own heart.

Ifurita becomes Dawn, but remembers Infurita. She remembers a cold emotionless birth, the destruction of cities and there people, the awakening, and his hand. Dawn remembers Ifruita's love of Makoto and it overwhelms her 10-year-old mind.

She also understands why she was born. The Key of Dagon needed to be protected so instead of just making it human and giving people fake memories, the monks arranged her birth in the past and fused the Key to her human soul. The Key that has replaced the Power Key, but not the hole in her heart.

Rei become Buffy. Buffy remembers all and her soul nearly shatters. She remembers her own life as Buffy Summers. She remembers her life as Rei Hino, Priestess and Reincarnated Warrior. She remembers her life as the Princess of Mars and her life in a magical kingdom. She remembers the Slayer, from parts of the First Slayer including her creation by the Shadow Men to parts of Kendra's life

Buffy understands her own weakness and the strength of others. She remembers Angel's death and crys as another piece of her is torn away.Buffy's world has shattered and now she must rebuild.

Allen becomes Xander and remembers He Remembers more than the others. He remembers Allen's life from his short life with mana, to fighting the Akuma, Noahs, and Millenium Earl with the Black Order, and the final battles to save humanity. He remembers the world of the Silver Millenium to the time of Crystal Tokyo. He remembers Ryoko's world from the time of her birth to Tenchi's Choice. He remembers El Hazard from Ancient days to when Ifurita and Makoto were reunited. He remembers the world of Alchemy, the people, the Gate, and the Truth.

Xander's mind remembers, but his mind can only recall few images. The energies and memories flow into Xander and change him. He is Xander Harris, Scooby and Friend. He is Alexander, a Protector of Men. He is One.

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Giles and Ethan stand in an endless white void before an immense dark gate. They are sorrounded by costumes and pieces of Ethan's store. The gate opens to show it's inner darkness and the remains of Ethan's store are pulled in like an immense vacuum clear. Giles and Ethan see eyes open in the darkness. Many, many eyes all a shade of purple.

Ethan criess out as smoke-like black hands extend and grab his body.

Giles watches as Ethan's body dissolves as it's pulled into the darkness.

He sees something in the darkness, an image that fills his mind with a fragment of knowledge, a fragment of truth. Then the void vanishes and Giles finds himself in the crater that was Ethan's costume shop.

Giles now recognizes the people around him, despite there still altered forms. He also feels something. A Deep Sorrow, a Loss of Innocence.

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End of Chapter 2

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	2. Chapter 2

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Chapter 03:SNOW November 05, 2006

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A cold wind blows threw Sunnydale. The long Halloween is over and now those who can, repress there memories. They want to live in a normal world without vampires, demons, or the supernatural. For most of Sunnydale, people will remember a night of gang violence and tragic accidents.

A few people have been forever changed and will remember the truth. They will know that happy children became vicious monsters and attacked there loved ones. They will remember real monsters emerging from the shadows and joining in the chaos and destruction. They will remember the cold truth.

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Principal Snyder didn't manage to catch the computer teacher Jenny Calender. Instead he was caught by several zombie children and devoured. When the morning came, they found the hated man's corpse floating in a ditch.

The police would report that the man's larynx, lungs, liver, jugular vein, and heart had been torn out by wild dogs, not small clawed hands. That broken spine and collar bone, and the crushed kidneys were caused by a car running over the body, not the Frankenstein's Monster's metal feet. They reported that the driver threw the body into the ditch, not that the Zombie Snyder had managed to walk there before the spell ended. Snyder would leave bitter memories, so nobody would care either way.

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Janna of the Kalderash Clan came to Sunnydale to watch Angel. Long ago, her people cursed the vicious vampire Angelus with a soul for slaying there precious one. She was sent to prevent the curse from breaking , so the vampire would continue to suffur. She clad herself in the form of Computer science teacher Jenny Calender managed to hide in plain sight. She managed to become friends with Sunnydale's protectors and became close to a technophobe librarian/Watcher Rupert Giles.

This Halloween the gypsy is clad herself in another form. She became Helena Bertinelli, a costumed heroine known as the Huntress. For a single cold night, she was a trained fighter whose crossbow drove bolts into the hearts of a demon and two vampires.

Now, the woman known as Jenny and Janna sits in the computer room, her mind filled with the memories of Helena Rosa Bertinelli. She remember the life as the child of a prominent Mafia family. The kidnapping and rape. Sent to a boarding school with a body guard and hiding her fear and shame for over a decade. The murder of her entire family at a wedding and a vow to make the crime families pay.

She also remembers fighting alone against organized crime of dark city of Gotham. She remembers fighting with others against bizarre criminals with abilities and powers far beyond mortal cops. She remembers fighting with her friends against forces of evil that walked the Earth like living gods.

Jenny makes her stand. She has always been divided between doing what's right to help her friends and doing what honor dictates by her clan. Helena's memories shift the balance and she chooses to help her friends

She smirks as she looks at her new form. The cold Halloween night took part of her magic and gave her the young athletic form of the Huntress. She's still 5-foot-6, but now she has strength and power. She moves her new body threw a short, but complex kata, then looks at her new curves.

She looks towards the Library.

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Joyce Summers, art gallery owner and loving mother of Buffy and Dawn Summers, sits at her kitchen table. Last night, she dressed in a costume for a Halloween party at her museum.

Last night her 38-year-old form was clad in the costume of a comic book heroine. She thought it was a silly costume, but it was one of the last costumes her size. She was amazed that she could filled the padded spandex and was glad Buffy's friend Xander hadn't scene her in it.

She had been talking to an artist dressed as a gorilla when the man had fallen to his knuckles and started to grunt. She then fell and awoke as Barbara Gordon.

Barbara didn't understand what had happened. She had been talking to her fiancee Dick Grayson, when she awoke standing with working legs. She hadn't worn the costume in years since the psychotic Joker's bullet shattered her spine and taken the use of her legs. She adopted the code name Oracle. She acted as an information broker, gathering and disseminating intelligence to law enforcement organizations and members of the superhero community.

After rendering the rampaging Grodd-lookalike unconscious, she helped fight off the other violent transformed and help protect the cowering artists and socialites.

When the spell ended, many memories remaining and not only the superheroine's life. Barbara possessed many abilities which included genius-level intellect, superb hacking skills; detective skills, martial arts training, and eidetic memory. Barbara's perfect memory became Joyce's and it opened her eyes to the truth. A cold cleansing truth.

Joyce remembers Buffy telling her that she's the Slayer and placing her in a mental ward. She remembers the blood stains and strange skills. She remembers the vampires at Parent's Night and the supernatural events that her conscious mind never registered. The shell of sunnydale denial has shattered into a million painful shards and the fog that had clouded her mind has finally dispersed

She can't repress the truth with the evidence in front of her. When she removed the bat girl mask, she found a youthful face framed by long red hair

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Jonathan Levinson. A small - 5-foot-2- teenager with long history of being bullied and ridiculed bought a costume to boost his self-esteem. For one night, he could pretend to be someone.

Jonathan once found a Strange Adventures # 9 at a yard sale. A comic from 1951 worth three to six thousand dollars to some collectors and he found one for 2 bucks. A rare moment of luck in his life and saw perfection in the character Adam Blake, also known as the Superhero Captain Comet.

A 6-foot-2 evolved man with the powers of telepathy, telekinesis, clairvoyance, electrokinesis, genius intelligence, superhuman strength and endurance, and invulnerability.

Jonathan bought a generic superhero costume and remade it into a Captain Comet uniform and his wish came true. For one night, he was no longer loser Jonathan Levinson, he was a genius superhero.

Then the magic ended and Adam Blake became Jonathan Levinson. Captain Comet had been flying over Sunnydale when the jet-powered flight belt became plastic and Jonathen's frail form continue to fly until it hit the comic book shop on the far side of Sunnydale.

The police found what remained of his crushed, mutilated form the next day and the owner complained it would cost three to six thousand dollars to fix the damage to his store.

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Daniel "Oz" Osbourne was a uncommunicative, guitar-playing teen who playing at the local night club The Bronze. The night before Halloween, he was told by the manager to wear a costume for a party.

Oz being 5-foot-4 decided on combed dyed black hair, a red sweater with gold cuffs and collars, and a pair of blue jeans. The gig was cancelled but he ended up wearing the "costume".

When the magic struck, he became Billy Batson, the alter-ego of the DC Superhero Captain Marvel. When the young boy found himself in a strange town sorrounded by demons and monsters, he did what came natural to him. He yelled the word **SHAZAM!**

A bolt of silver lightning descended from the dark heavens and struck him. A bolt of magical force that forever changed the young musician's future.

In Billy Batson's world, a fated meeting with the wizard Shazam gave the young man the power to transform into a legendary hero. The powers cames from the six names whose initials make up the old wizard's name. S for the wisdom of Solomon, H for the strength of Hercules, A for the stamina of Atlas, Z for the power of Zeus, A for the courage of Achilles, and M for the speed of Mercury.

The Halloween spell. A mixture of power of Janus - Roman god of gates, doors, doorways, beginnings, endings, and Duality- and Hecate - goddess of the wilderness, childbirth, and sorcery also known as the 'Queen of Ghosts' combined with the mystical powers of the Hellmouth and the power of Halloween, when spirits can make contact with the physical world and when magic is most potent.

The wisdom of Solomon crashed into Oz's mind vast amount of scholarly knowledge. including those of demons, spirits, and animals. The knowledge of all languages and sciences, ancient and modern. He's given the knowledge of this world's Solomon.and the truth of world around him. For a person as reserved as Oz, the infusion was a shock.

The strength of Hercules followed granting him super strength. The power of an ancient half god, far greater than the strength of a Slayer, but less than the strength of the Hell Goddess Glory

The power of titan Atlas resisted the change. Oz gained the ability to withstand and survive most types of enviroments, but still needed to eat, sleep, and breathe

Zeus, the highest ranking god among the Olympian gods, the ruler of Mount Olympus, and god of the sky and thunder had the most effect. He once cursed the Lycaon, mythical first king of Arcadia, with the curse of the werewolf for serving human flesh. Zeus' lightning didn't boost Oz's powers, instead it burnt away the offending lycanthropy and grants him resistance to magic.

The courage of Achilles is primarily psychological, and gives Oz superhuman amounts of inner strength. It's something he already possessed, something people of Hellmouth need to survive.

The divine power of Mercury, the cunning Herald of the Gods, also resisted. Oz only gained slayer speed, not the flight and Superman speeds.

Billy Batson's mind left Oz's body when the Lightning hit. It left the changed Oz on the road, protected from the vampires and demons by an aura of divine energy.

Oz now stands outside the Bronze. He now stands a muscular 6- foot-2 with silver-white hair and darkened skin. On his chest a huge scar in the shape of a lightning bolt.

Suddenly, a couple of vampires enter the alley with there game faces on.. One is a small thin man with a buck-toorthed rat-like face and the other is tall and must have been a steroid-pumping bodybuilder in life.

"Hey Big Man, how's the weather up there?"

Oz is silent.

The small one, enraged by a human ignoring him, leaps at Oz's throat. The transformed musiciab moves with unatural speed grabbing the vampire's thoat and with a twist of the wrist he snapped the spine. The other vampire picks up a piece of wood from rubble in the alley and trys to hit Oz from behind, but the living marvel leaps back and elbows the steroid vampire in the chest. The sound of breaking bone fills the alley as the corpse's sternum shatters. As the big vamp falls to ground, Oz catches the piece of wood the demon was holding and breaks it in two.

The dull piece is rammed into the chest of the bodybuilder. It's either the wood or the grinding bone fragments that pierce the heart, either way the vamp collapses into a cloud of dust.

The sharper is rammed into the back of the paralyzed vampire, directly into the heart.

"It's going to Snow."

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End of Chapter 3

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Chapter 04:KISS November 07, 2006

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Amy Madison to the rest of the world was normal teenage cheerleader. The truth is she is only a teenager. She was never truly a cheerleader as her mother, a dark witch wanting to reliving her glory days, stole her body. It was only with the help of the Buffy, Giles, Willow,and Xander that she regained her body. With her mother's banishment to parts unknown, she began to study magic on her own. Amy decided that if her mother could be powerful, so could she. A method to protect herself and to gain her desires.

She had been caught by Principal Snyder and was forced to volunteer to take care of half a dozen candy-obsessed costumed brats for Halloween. She walked into Ethan's costume shop and bought the tightest, most daring costume she could find. Amy still doesn't know if it was her teen rebellion breaking free, a moment of insanity, or a geas cased by the chaos mage owner.

She arrived at the school, her 5-foot-7 form clad in skin tight black PVC body suit with several plastic daggers and a long red wig. A red hour glass belt buckle finished her new identity.

When the chaos magic hit, Amy Madison vanished into the shadows and Natalia Alianovna Romanova melded from the darkness. She became the beautiful and deadly super spy known as Black Widow. Natalia helped many people that night, but unlike the Scoobies was not noticed. She hide in the shadows, the alleys, and the dark roof tops. The Black Widow killed with thrown daggers and silenced bullets. Many demons died not knowing what was killing them and those that did, didn't live to talk.

When the spell ended, Amy was left forever changed. The chaos devoured her magic completely to insure a complete transformation. She would never become a powerful witch or become corrupted like her mother, instead she was given the body with peak athletic conditioning, enhanced immune system, and slowed aging. Many spells contained within Amy's mind were rendered worthless and extensive military and espionage training replaced there importance.

Amy sits her room surrounded by her mother's books and a set of daggers that remained steel instead of painted plastic. She had spent several hours trying to call the magic, but she feels no more than a normal person. She actually feels less magic than an average Sunnydale inhabitant. She slowly picks up each book and places them in her backpack.

"I guess Giles can use Mom's books."

She picks up one the daggers, balancing the thin blade between her fingers. Her eyes move from the shimmering blade to a picture of her mother, she hadn't bothered to remove from the wall.

**THACK!**

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Warren Meers was a pathetic lonely man with genius level intellect and skills in Robotics. He spent his time as an outsider, a nerd with big dreams and a growing hatred of women who rejected him. He had already begun a special project, an android girl friend and sex toy. A project he hoped he would finish within a few years.

Warren was caught by Snyder and forced to take care of trick-or-treaters, something he has always hated. At Ethan's costume shop, he decided on something cheap because he wasn't going to spend a lot of money on bunch of brats. A pair of green-rimmed red goggles, a shaggy curly brown wig, and a fake tongue extension combined with some old clothing was enough.

That night the children laughed at his costume, said he should be dressed like a fool. He was tempted to leave the kids alone and hope Sunnydale's night life would get them. The problem was he couldn't think of an alibi.

When the magic hit 5-foot-8 California nerd Warren Meers became Mortimer Toynbee, an amphibian-like British mutant known as Toad. Toad after being exposed to many strange situations, even from birth, decided to spend the night on the roof tops.

When the spell ended, Warren retained Toad's mutant powers. Superhuman strength, agility and leaping, pores secrete a mucus resin that adheres to and paralyzes the nervous systems of whatever it touches, expel air from his lungs as compressed gusts of wind, a lashing tongue that excretes pheromones that bends the will of others to his own, and potential to grow.

Warren spent hours recovering from the memories and the pain of his body's mutation, but quickly realized he could use these new powers for his own gains.

Unfortunately, while testing his powers, he miscalculated a leap and hit a sign. He fell several feet on to high voltage power lines and was fried in seconds. The mortician would comment it looked like the long-tongued freak's skin had been burnt off.

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Harmony Kendall is running.

She had never been the brightest student at Sunnydale High, she was a member of Cordelia Chase's clique, the "Cordettes". She would admit her pettiness, susceptibility to stronger-willed people, and an affection for unicorn figurines. She spent her time talking about beauty, fashion, and what was popular, while Xander and the outsiders were in the Library. She couldn't understand why Cordelia would go to the Geeks for help

She was going to a major Halloween party and was forced to buy at Ethan's instead of Partytown. She had meet a cute guy named Nicholas at the shop, who picked out an outfit after a few quick questions. She had to admit she liked the idea of wearing her own clothing instead of store trash. She only had to buy an odd blonde wig and blue gloves to go with a yellow track outfit, blue boots, and blue jacket.

She was on her way to the party with her date, when her date became red-skinned demon. He tried to rip her head off, but she slid out of the way and rose as Sally Blevins, a young mutant known as Skids. She spent most of the night avoiding demons, vampires, and transformed trick-or-treaters, while trying to figure out where she was and what the hell was happening. Skid's mutant power, a personal force field that provides nearly total protection from all attacks, was used all night. It prevented her from being grabbed by dozens of bizarre attackers.

When the spell ended, Harmony ran home or should that be skated home on her frictionless force field. She grabbed all her clothing, money, and "important things" and then took off. She left behind a note saying she was going to live in LA with relatives and that her parents should get out of Sunnydale.

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Andrew Wells has never been anyone important. He's always been the nerdy little brother to his brig brother Tucker. Tucker was developing skills in demon summoning, while Andrew learned to play the flute. Both brothers are outsiders, neither popular in school or the rest of Sunnydale.

The only person to notice him was Principal Snyder, when he caught him for the volunteer safety program. Andrew went to Ethan's shop and after a comment from another customer, picked a character from Marvel comics. If anything, the odd shaped helmet would hide his face.

When the spell hit, Andrew would testify he heard the pipes of pan. Andrew's conscious mind faded and Dominic Szilard Janos Petros awoke. The young Cretan (as from the island of Crete) mutant stood for several minutes trying to figure out how be had gotten to where ever he was from Philadelphia. When a bunch of little monsters attack him, he showed them why his code name is Avalanche by knocking them down with his geokinetic powers.

Avalanche spent the night fending off little demons with the powerful waves of vibrations from his hands. His strangest opponent has black armored medieval knight. When Dominic reduced the armor to dust, he found a comatose teenager inside.

When the spell ended, Andrew found what little magical ability he had stripped away, but was given the body of a muscular athlete. He also found himself with the memories of a terrorist. He remembers Petros' life from discovering his mutant power on Crete to life as an immigrant to joining the Brotherhood.

Andrew is walking down the street trying to decide what to do with his powers, when he hears a scream. He turns to see two vampires, two that had the sense not to go out during the chaos, attacking a young blonde with glasses.

"H.. Hey!"

"What do you want, pest?" says the vampire with the goatee.

"Can't you see where about to eat?" says the other vampire with a mullet.

"Maybe you want to the main course." says the Goatee as he runs towards Andrew.

Andrew raises his hands in defense and powerful vibrational waves explode forth. The vibrations and rippling earth sent Goatee flying back into Mullet, who lets go the girl. The two vamps climb to there feet, with fear on there game faces. They go to grab the girl as a hostage, when two waves of force pass her and smash into them.

Andrew, his heart racing with fear, continues to hit the vampires over and over. The road shakes, ripples like water, and shatters as wave after wave of vibration explode from Andrew at the two vampires. The two 80s vampires crash into the front windows of a condemned store.

The two vampires look up as the store begins to collapse.

Andrew turns back to the girl and ask "Are you alright?". He expects her to run away or worse call him a monster as Dominic was. What he doesn't expect is for her to run up to him and kiss him!

As the girl pulls away, the Nerd-turned-mutant-supervillian-turned-hero has a shocked look, which quickly becomes a goofy grin.

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Larry Blaisdell, 6 foot Sunnydale Football Player and major bully dressed as a Pirate for Halloween.

The filthy Pirate found a red-haired girl dressed red and yellow outfit with a long cloak. He thought she would be good in the sack and attacked when she was in an alley.

"Hello, little girl. Want a Kiss?" he said holding his rusty Cutlass.

"Little girl?" said the redhead her voice very angry, **"FIREBALL!"**

Larry survived the attack of the Bandit-Killer with 2nd and 3rd degree burns. He's also lucky the blast in the tight alley knocked the young sorceress out until the spell ended or she would have nuked Sunnydale to clean out the monster infestation.

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End file.
